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DUFF & PHELPS CORP 8-K 2012

Documents found in this filing:

  1. 8-K
  2. 8-K
8K Annual Meeting Results




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
April 23, 2012 (April 19, 2012)


Duff & Phelps Corporation
(Exact name of registrant as specified in its charter)

Delaware
001-33693
20-8893559
(State or other jurisdiction of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

55 East 52nd Street, 31st Floor, New York, New York
 
10055
(Address of principal executive offices)
 
(Zip Code)

Registrant's telephone number, including area code
 (212) 871-2000

N/A
(Former name of former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 5.07 Submission of Matters to a Vote of Security Holders

Duff & Phelps Corporation (the "Company") held its annual meeting of stockholders on April 19, 2012. Holders of Class A Common Stock and Class B Common Stock voted together as a single class on all matters presented at the meeting. Set forth below is a brief description of each matter voted upon at the meeting and the voting results with respect to each matter.

1.
A proposal to elect nine (9) directors to serve until the next annual meeting of stockholders:
 
Nominee
 
Voted For
 
Withheld
 
Broker
Non-Votes
 
Noah Gottdiener
 
36,260,924

 
208,645

 

 
Robert M. Belke
 
34,329,676

 
2,139,893

 

 
Peter W. Calamari
 
34,327,706

 
2,141,863

 

 
William R. Carapezzi
 
36,348,661

 
120,908

 

 
John A. Kritzmacher
 
36,350,707

 
118,862

 

 
Harvey A. Krueger
 
25,542,438

 
10,927,131

 

 
Sander M. Levy
 
34,323,419

 
2,146,150

 

 
Jeffrey D. Lovell
 
36,354,707

 
114,862

 

 
Gordon A. Paris
 
36,350,707

 
118,862

 

 
Total
 

 

 
1,515,146



2.
A proposal to approve the Company's Executive Incentive Plan for purposes of Section 162(m) of the Internal Revenue Code of 1986:
 
Voted For
 
Voted Against
 
Abstentions
 
Broker
Non-Votes
 
 
34,478,533

 
703,312

 
1,287,724

 
1,515,146

 


3.
A proposal to approve the amendments to the Company's Amended and Restated 2007 Omnibus Stock Incentive Plan:
 
Voted For
 
Voted Against
 
Abstentions
 
Broker
Non-Votes
 
 
23,937,671

 
11,286,261

 
1,245,637

 
1,515,146

 


4.
A proposal to ratify the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ended December 31, 2012:
 
Voted For
 
Voted Against
 
Abstentions
 
 
37,824,535

 
66,122

 
94,058

 








SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

DUFF & PHELPS CORPORATION
 
 
/s/ Edward S. Forman
Edward S. Forman
Executive Vice President, General Counsel & Secretary


Dated: April 23, 2012



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